NEW YORK, NY / LOS ANGELES, CA - AGBA Group Holding Limited (NASDAQ:AGBA) and Triller Corp. have announced the anticipated finalization of their merger for October 14, 2024, pending the last approval from Nasdaq. This strategic move aims to accelerate innovation and growth within the digital economy, expanding the global market presence of the combined entity.
The merger is set to unite AGBA's financial services and machine-learning technologies with Triller's AI-powered social media and live-streaming event platform. The companies expect this synergy to create significant value for stakeholders and propel a diverse range of businesses including Triller's social media platform, BKFC—the world's fastest-growing combat league, TrillerTV, and a suite of AI and SaaS tools.
In compliance with Nasdaq rules regarding the merger, AGBA will execute a reverse stock split at a 4 to 1 ratio after the close of business on the expected completion date. Post-merger, shares will trade on the Nasdaq under the new ticker symbol ILLR, starting approximately on October 15, 2024. The reverse split is designed to maintain the investment value for shareholders, with fractional shares rounded up to the nearest whole share.
The merger and reverse stock split will also necessitate adjustments to the exercise prices and shares underlying all outstanding AGBA and Triller warrants, with details to be provided following the merger's completion.
AGBA, founded in 1993, is recognized for its tech-led ecosystem offering financial and healthcare products, serving over 400,000 customers. Triller Corp. is known for its AI-driven content dissemination across sports, fashion, entertainment, and influencer networks.
This information is based on a press release statement, with further details available on AGBA's website. As the corporate landscape evolves, the completion of this merger represents a significant step for AGBA and Triller in the competitive digital arena.
In other recent news, AGBA Group Holding Limited and Triller Corp. have announced a merger agreement, aiming to create an AI-driven social media platform. The transaction is subject to shareholder approval and regulatory clearance. Following the merger, AGBA will become a Delaware corporation, and the new entity will be renamed Triller Group Inc. The merger will result in the issuance of approximately 299.9 million shares of common stock and 37.7 million shares of preferred stock to Triller's current stockholders, along with the conversion of Triller's existing restricted stock units into approximately 54 million AGBA Delaware Parent restricted stock units.
In other related developments, AGBA Group has recently adopted a new equity incentive plan and elected its board of directors. The 2024 Equity Incentive Plan allows for the issuance of up to 16 million ordinary shares, aligning the interests of AGBA's officers, directors, employees, and consultants with those of the shareholders. The board of directors, elected by a significant majority, includes Robert E. Diamond Jr., Ng Wing Fai, Brian Chan, Felix Yun Pun Wong, and Thomas Ng.
Lastly, shareholders ratified the appointment of WWC, P.C. as the independent auditors for the fiscal year ended December 31, 2024, demonstrating continued trust in the company's financial reporting process. These recent developments reflect AGBA Group's commitment to corporate governance and its strategy to incentivize performance.
InvestingPro Insights
As AGBA Group Holding Limited (NASDAQ:AGBA) approaches its merger with Triller Corp., investors should consider some key financial metrics and trends that could impact the combined entity's future performance.
According to InvestingPro data, AGBA's market capitalization stands at $163.18 million, reflecting its current valuation ahead of the merger. The company's revenue for the last twelve months as of Q2 2024 was $38.32 million, with a gross profit of $14.55 million and a gross profit margin of 37.97%. These figures provide a baseline for assessing the potential financial synergies post-merger.
InvestingPro Tips highlight some important aspects of AGBA's recent performance. The stock has experienced high price volatility and has taken a significant hit over the last week, with a 1-week price total return of -34.81%. This volatility could be attributed to market reactions to the upcoming merger and reverse stock split announcement.
Interestingly, despite the recent downturn, AGBA has shown a remarkable 6-month price total return of 392.5%, indicating strong investor interest earlier in the year. This aligns with the company's strategic moves, including the merger announcement with Triller Corp.
It's worth noting that AGBA is currently not profitable over the last twelve months, with an operating income margin of -86.69%. This underscores the importance of the merger in potentially improving the company's financial health through synergies and expanded market opportunities.
For investors seeking a more comprehensive analysis, InvestingPro offers 12 additional tips for AGBA, providing deeper insights into the company's financial position and market performance. These additional tips could be particularly valuable in understanding the full implications of the upcoming merger and reverse stock split.
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